Blending Nelson's older material, such as the flamenco-flavored "I Never Cared for You" (RealAudio excerpt) and "Home Motel" (RealAudio excerpt) with covers of songs by Lanois ("The Maker") and "Ou Es-Tu, Mon Amour?" ("Where Are You, My Love?") -- a tune popularized by '40s gypsy-jazz guitarist Django Reinhardt -- and with new Nelson compositions such as "Somebody Pick Up My Pieces," the group recorded the 14 tracks for the album in an unusual fashion.

Nelson said that while recording in the studio, the musicians made

use of its theatrical functionality -- and drew inspiration from some

unconventional props set up by the producer.

"It's a huge room, as a movie theater would be. ... We were all in one

big room playing. There was a big screen in the back of the theater,

and when we listened to our playbacks we'd watch silent Spanish movies